Appellant Vs. Respondent

Appellant vs Respondent

Type Court Judgment Court Kolkata Decided Jan 06, 2014

~4 min read

https://sooperkanoon.com/case/1116179

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Citation: sooperkanoon.com/1116179
Court: Kolkata High Court
Judge: Nadira Patherya
Decided On: Jan 06, 2014
Subject: Land Acquisition

Case Summary

AI-generated summary - not the official court judgment text.

Land Acquisition

Key legal issue: Land Acquisition

Parties & Advocates

Appellant / Petitioner

Appellant

Respondent

Excerpt

.....advertisements convening the same and stating that copies of the said scheme of amalgamation between the applicants abovenamed, talavadi cements limited and birla corporation limited and of the statement required to be furnished pursuant to section 393 of the companies act 1956 and a form of proxy can be obtained free of charge at the registered office of the applicant companies or at the office of their advocate fox & mandal, 12, old post office street, kolkata - 700 001 be inserted once each in the "pratidin" bengali newspaper and in "the business standard" english newspaper. the publication in the calcutta gazette is dispensed with.4. that in addition, at least 21 (twenty one) clear days before the meetings to be held as aforesaid, a notice convening the said meetings at the place and time as aforesaid together with a copy of the said scheme, a copy of the statement required to be sent under section 393 of the companies act, 1956 and the prescribed form of proxy by prepaid post under certificate of posting or by electronic mail or by hand through personal messenger addressed to each of the equity shareholders in both the applicant companies at their respective or last known addresses.5. that the advocate-on-record for the applicant companies do within 3 days (after obtaining an authenticated copy of this order) file in court the form of the notices and the statement to accompany the notice and the same shall be settled by the assistant registrar (company) of this court.6. that mr. amit gupta, advocate failing which mr. sondwip mukherjee, advocate shall be the chairperson for the said meeting of the equity shareholders of the transferor company to be held as aforesaid at a remuneration of 700 g.ms.7. that mr. sondwip mukherjee, advocate failing which mr. amit gupta, advocate shall be the chairperson for the said meeting of the equity shareholders of the transferee company to be held as aforesaid at a remuneration of 700 g.ms.8. that the chairpersons.....

Full Judgment

C.A. No.522 of 2013 IN THE HIGH COURT AT CALCUTTA ORIGINAL JURISDICTION IN THE MATTER OF TALAVADI CEMENTS LIMITED, And IN THE MATTER OF: BIRLA CORPORATION LTD. And IN THE MATTER OF: TALAVADI CEMENTS LIMITED BIRLA CORPORATION LIMITED … APPLICANTS Present: The Hon’ble Justice Patherya Dated:

6. h January, 2014 Mr. Amitesh Banerjee, Advocate, Mr. Jishnu Chowdhury, Advocate, Mr. Sarbapriya Mukherjee, Advocate and Ms. Parama Ghosh, Advocate, moves and submits. The Court - IT IS ORDER

ED:

1. That a meeting of the Equity Shareholders of Talavadi Cements Limited, being the Transferor Company herein shall be convened and held at 9/1, R.N. Mukherjee Road, Birla Building, 16th Floor, Kolkata - 700 001 on 21st February, 2014 at 11.00 a.m. for the purpose of considering, and if thought fit, approving, with or without modification, the proposed Scheme of Amalgamation proposed to be made between the Transferor Company abovenamed, Talavadi Cements Limited and its shareholders.

2. That a separate meeting of the Equity Shareholders of Birla Corporation Limited, being the Transferee Company herein shall be convened and held at Kalpataru Uttam Mancha, 10/1/1, Monohar Pukur Road, Kolkata - 700 026, on 24th February, 2014 at 11.00 a.m. for the purpose of considering, and if thought fit, approving, with or without modification, the proposed Scheme of Amalgamation proposed to be made between the Transferee Company abovenamed, Birla Corporation Limited and its shareholders.

3. That at least 21 (twenty one) clear days before the date of the said meetings, advertisements convening the same and stating that copies of the said Scheme of Amalgamation between the applicants abovenamed, Talavadi Cements Limited and Birla Corporation Limited and of the Statement required to be furnished pursuant to Section 393 of the Companies Act 1956 and a form of proxy can be obtained free of charge at the registered office of the applicant companies or at the office of their Advocate Fox & Mandal, 12, Old Post Office Street, Kolkata - 700 001 be inserted once each in the "Pratidin" Bengali newspaper and in "The Business Standard" English newspaper. The publication in the Calcutta Gazette is dispensed with.

4. That in addition, at least 21 (twenty one) clear days before the meetings to be held as aforesaid, a notice convening the said meetings at the place and time as aforesaid together with a copy of the said Scheme, a copy of the Statement required to be sent under Section 393 of the Companies Act, 1956 and the prescribed form of Proxy by Prepaid Post under Certificate of Posting or by electronic mail or by hand through Personal Messenger addressed to each of the Equity Shareholders in both the Applicant Companies at their respective or last known addresses.

5. That the Advocate-on-Record for the Applicant Companies do within 3 days (after obtaining an authenticated copy of this order) file in Court the form of the notices and the statement to accompany the notice and the same shall be settled by the Assistant Registrar (Company) of this Court.

6. That Mr. Amit Gupta, Advocate failing which Mr. Sondwip Mukherjee, Advocate shall be the Chairperson for the said meeting of the Equity Shareholders of the Transferor Company to be held as aforesaid at a remuneration of 700 G.Ms.

7. That Mr. Sondwip Mukherjee, Advocate failing which Mr. Amit Gupta, Advocate shall be the Chairperson for the said meeting of the Equity Shareholders of the Transferee Company to be held as aforesaid at a remuneration of 700 G.Ms.

8. That the Chairpersons appointed for the said meeting or any person authorised by him/her do issue and send out the notices of the said meetings referred to above.

9. That the quorum for the meeting of the Equity Shareholders of the Transferor Company shall be fixed at 5 (five) persons present either in person or in proxy.

10. That the quorum for the meeting of the Equity Shareholders of the Transferee Company shall be fixed at 30 (thirty) persons present either in person or in proxy.

11. That voting by proxy be permitted, provided that a proxy in the prescribed form duly signed by the person(s) entitled to attend and vote at the meeting, is filed with the Applicant Companies at their Registered Offices not later than forty eight hours before the meeting. The Chairpersons shall have the power to adjourn the meeting, if necessary.

12. That the value of each member shall be in accordance with the books of the Applicant Companies and where entries in the books are disputed, the Chairpersons shall determine the value for the purpose of the meeting.

13. That the Chairpersons do report to this Court the results of the said meeting within three weeks from the date of the conclusion of the respective meetings and his/her report shall be verified by his/her affidavit.

14. Summons be signed as of date. C. A. No.522 of 2013 is disposed of.

15. All parties shall act on a signed photocopy of this order on the usual undertaking. (Patherya, J.) TR/

Same Court & Year Kolkata · 2014 Same Parties Appellant vs Respondent Same Subject Land Acquisition Same Judge Nadira Patherya